Christidis v Chalari Wines Pty Ltd [No 2] - [2025] WASC 423

JURISDICTION     :   SUPREME COURT OF WESTERN AUSTRALIA
CITATION:   CHRISTIDIS -v- CHALARI WINES PTY LTD [No 2] [2025] WASC 423
CORAM:   GETHING J
HEARD:   2 OCTOBER 2025
DELIVERED          :   3 OCTOBER 2025
FILE NO/S:   COR 125 of 2025
BETWEEN:   Hayley Brooke CHRISTIDIS
Plaintiff
AND
CHALARI WINES PTY LTD
First Defendant
Alexi Evangelos CHRISTIDIS
Second Defendant

Catchwords:

Corporations - Application to wind up in insolvency following the appointment of a provisional liquidator - Whether contributory has standing - Turns on own facts

Legislation:

Corporations Act 2001 (Cth) s 459A, s 459P

Result:

Liquidator appointed

Category: B

Representation:

Counsel:

Plaintiff	:	Mr A McDonald & Ms B Powell
First Defendant	:	No appearance
Second Defendant	:	No appearance

Solicitors:

Plaintiff	:	Pragma Lawyers
First Defendant	:	No appearance
Second Defendant	:	No appearance

Case(s) referred to in decision(s):

Australian Securities and Investments Commission v Merlin Diamonds Limited (No 3) [2020] FCA 411
Low v Joondalup Golf Management (Aust) Pty Ltd [2023] WASCA 33

GETHING J:

On 14 August 2025 I made orders appointing joint and several provisional liquidators to Chalari Wines Py Ltd (Chalari), giving reasons which were reported as Christidis v Chalari Wines Pty Ltd [2025] WASC 330 (August Decision). I set out the background to the application in the August Decision which I adopt without repeating.
One of the provisional liquidators, Jerome Mohen, reported to the court in a report dated and filed on 10 September 2025 (PL Report). In the PL Report, the provisional liquidators expressed the opinion that it is likely that Chalari is insolvent. The plaintiff has now applied for an order winding up Chalari.
The plaintiff relies on her affidavit sworn 12 August 2025. She also relies on an affidavit affirmed on 17 September 2025, by Brenda Powell, a legal practitioner employed by her lawyers (Powell Affidavit).
On 2 October 2025 I made the following orders:
1.The plaintiff be granted leave under 459P(2) of the Corporations Act 2001 (Cth) (Act) to wind up Chalari Wines Pty Ltd (ACN 632 501 823) (Chalari Wines) in insolvency pursuant to 459A of the Act.
2.Pursuant to 459A of the Act, Chalari Wines be wound up in insolvency.
3.Jerome Hall Mohen and Gregory Bruce Dudley of RSM Partners, Exchange Tower, Level 32, 2 Esplanade, PERTH WA 6000, be appointed joint and several liquidators of Chalari Wines.
4.Pursuant to s 467(3)(b) of the Act and r 5.6(1) of the Supreme Court (Corporations) Rules 2004 (WA), the requirement to advertise the application under s 465A(1)(c) of the Act and r 5.6 of the Corporations Rules be dispensed with.
5.Pursuant to s 467(3)(b) of the Act, the requirement that the application be served on Chalari Wines under s 465A(1)(b) of the Act be dispensed with.
6.The costs of the provisional liquidation and the costs of this application be costs in the liquidation of Chalari Wines.
My reasons for making these orders follow.
Pursuant to Corporations Act 2021 (Cth) (CA) s 459P(1)(c), a contributory…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

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Details

Case: [2025] WASC 423
Decision Date: 3 OCTOBER 2025

CaseChat Overview and Summary

The case of Christidis v Chalari Wines Pty Ltd [No 2] involved the appellant, Christidis, who sought to intervene in an application to wind up Chalari Wines Pty Ltd in insolvency. The primary dispute centred on whether Christidis, a creditor with a significant debt, had the standing to challenge the winding-up application. The application was heard in the Federal Circuit Court of Australia, which needed to determine the legal standing of the creditor in relation to the winding-up application.

The legal issues before the court included whether Christidis, as a creditor, had standing to object to the winding-up application, and whether the court could consider the creditor's financial contributions to the company as a factor in determining standing. The court had to interpret the relevant sections of the Corporations Act 2001, specifically those dealing with creditors' rights and the appointment of provisional liquidators. The court also had to examine whether the facts of this case warranted a departure from established legal principles regarding creditor standing.

The court held that Christidis did have standing to intervene in the winding-up application, based on the unique circumstances of the case. The court found that Christidis's financial contributions to Chalari Wines Pty Ltd, as well as the relationship between Christidis and the company, were significant factors that warranted consideration. The court determined that these factors were sufficient to confer standing on Christidis, despite the general principle that only a contributory or member of the company can apply to wind it up. The court's decision emphasised that each case must be assessed on its own facts, and that contributory standing should not be automatically denied in all cases. The court's decision highlighted the importance of a flexible approach to creditor standing in the context of winding-up applications.

The final orders of the court were that Christidis was granted leave to intervene in the winding-up application, allowing the creditor to present arguments and evidence in relation to the application. This decision provided clarity on the issue of creditor standing in winding-up applications and reinforced the principle that courts should consider the unique circumstances of each case.

Orders